Exhibit 10.9

                         END PRODUCT PURCHASE AGREEMENT

THIS  AGREEMENT  is  dated  as  at  the  2  day  of  October,  2000.

BETWEEN:

               PLANET  EARTH   OPERATING   SERVICES  INC.,  a  Canada   Business
               Corporations Act corporation, have a place of business located at
               54 Mill Street West, Milverton, Ontario, N0K 1M0

               (hereinafter referred to as the "Buyer")

                                                               OF THE FIRST PART

AND:

               HAMILTON BIO  CONVERSION  INC. a  corporation  duly  incorporated
               pursuant  to the laws of the  Province  of Ontario and having its
               principal  place of  business  located at 2380  Brampton  Street,
               Hamilton, Ontario L8E 5V9

               (hereinafter referred to as the "Seller")

                                                              OF THE SECOND PART

WHEREAS:

A.     The  Seller  will  operate  a  waste processing facility on or about 2380
Brampton Street, Hamilton, Ontario (the "Plant") utilizing patented thermophilic
digestion  technology  (the  "Process")  under  license  to  the  Seller;

B.     The  Seller  wishes  to  sell  and  the  Buyer wishes to purchase all end
products  produced  by  the Plant on the terms and conditions as set out herein.

NOW  THEREFORE  THIS  AGREEMENT  WITNESSETH  THAT in consideration of the mutual
promises  as  set  out  below  the  parties  hereto  agree  as  follows:

                                    ARTICLE 1
                                      TERM

1.1  The initial term (the "Initial  Term") of this  Agreement  will commence on
     the date on which the Plant is operational (the "In-service Date") and will
     continue for twelve years unless terminated  earlier in accordance with the
     terms of this Agreement.


<PAGE>
1.2  The term of this Agreement will  automatically  renew for further  one-year
     periods unless notice is given by either party not less than six (6) months
     prior to the expiration of the Initial Term of any such  additional term or
     terms.

1.3  Either party may terminate this Agreement at the end of the third, sixth or
     ninth year of the Initial Term upon ninety (90) days written  notice to the
     other party.

                                    ARTICLE 2
                                    PURCHASE

2.1  Subject to the terms of this  Agreement,  the Buyer will  purchase  and the
     Seller will sell all end  products  produced by the Plant which  conform to
     the   specifications   set  out  in  Appendix  A  to  this  Agreement  (the
     "Products").

2.2  The Seller will provide the Buyer,  on each Friday  during the term of this
     Agreement,  an estimate of its production  expectations  for the next seven
     (7) days.  This  Production  estimate will contain as much detail as to the
     expected type and volume of Products to be purchased as is practical in the
     circumstances.

2.3  The Buyer will pay the  Seller one  hundred  and forty  dollars  ($140) per
     tonne of Product (the "Price") or as the parties may otherwise  agree.  The
     parties agree that the Price may be adjusted every third  anniversary  date
     of this  Agreement  during the Initial  Term and on each  anniversary  date
     thereafter.

2.4  Beginning on the second month of the Initial Term the Buyer will provide to
     the Seller no later than fifteen  (15) days after the end of each  calendar
     month  during the term of this  Agreement,  a statement  (the  "Statement")
     showing the previous month's total tonnage of Products received and re-sold
     by the Buyer.

2.5  At the same time that the Statement is provided by the Buyer the Buyer will
     pay the  Seller an amount  equal to the Price  multiplied  by the number of
     tons of  product  re-sold  by the  Buyer  for which the Buyer has been paid
     during the period  covered by that Statement and not the volume of Products
     delivered to the Buyer. Payment shall be made by way of cheque delivered by
     the Buyer to the Seller unless otherwise agreed to by the parties.

2.6  Any late payments shall bear interest at the rate of 1.5% per month.

                                    ARTICLE 3
                               QUALITY OF PRODUCT

3.1  The Seller warrants and represents to the Buyer as follows:

     (a)  The  Products  delivered  to  the  Buyer  will  contain  only  quality
          ingredients and shall be in accordance with the specifications set out
          in Appendix A;

     (b)  The  Products  delivered to the Buyer as animal feed (the "Animal Feed
          Products") will conform with the requirements for such Products as set
          out by the Association of American Feed Control Officials Incorporated
          and as set out in the Canadian Feed Act and Regulations,  as published
          and amended from time to time;


                                      -2-
<PAGE>
     (c)  Animal Feed  Products  will not contain any  material or  contaminants
          which would make the Animal Feed Products harmful as animal feed;

     (d)  The  Products  will  have a  maximum  twelve  (12%)  percent  moisture
          content.

3.2  The Seller will  maintain  current and accurate  logs of the raw  materials
     being utilized by the Plant.

3.3  Upon reasonable notice the Seller will provide the Buyer with access to the
     Plant to inspect any and all raw materials or Products.

3.4  The Buyer will assist the Seller in  creating  Product  specifications  and
     formulations  to  ensure  Product  is  marketable   within  the  applicable
     district.  Furthermore, upon reasonable notice, the Seller agrees to permit
     the Buyer to enter the Plant during normal  business  hours for the purpose
     of Product testing.

3.5  If additional  ingredients  are required by the Buyer for Product  blending
     purposes,  the Seller will  purchase  such  ingredients  from an authorized
     agent of the Buyer provided that such ingredients are competitively  priced
     and the resulting end product is economically viable to the parties.

3.6  If the Seller  intends to introduce  any non waste food  products  into its
     processing, it will promptly notify Buyer prior to doing so.

                                    ARTICLE 4
                                    PACKAGING

4.1  The Seller will ensure that the  Products  are blended and  packaged in the
     manner specified from time to time by the Buyer acting reasonably.

                                    ARTICLE 5
                                    DELIVERY

5.1  The Seller  covenants and agrees with the Buyer with respect to delivery of
     the Product that the Seller will:

     (a)  at its sole risk and expense deliver the Products FOB at the Plant, in
          accordance with the delivery and packaging instructions of the Buyer;

     (b)  notify  the  Buyer  without  delay  when the  Products  are  ready for
          pick-up;

     (c)  maintain at its own cost adequate  storage to  facilitate  delivery of
          the Products;

     (d)  provide an maintain at its own cost suitable  load-out  facilities for
          the Products at the Plant;


                                      -3-
<PAGE>
     (e)  bear all costs and risks  associated with the Products until such time
          as  the   Products   are   delivered  to  the  Buyer  or  the  Buyer's
          representative in accordance with section 5.1(a) herein;

     (f)  provide and maintain at its own cost all  equipment  necessary to load
          the Products in the Buyer's or the Buyer's representative truck at the
          Plant; and

     (g)  collect and provide to the Buyer or its  representative,  samples from
          each shipment of Product delivered.

5.2  The Seller will  provide the Buyer and the  Buyer's  authorized  employees,
     agents and contractors with free and reasonably  unrestricted and undelayed
     access to the loading area at the Plant in order to allow the Buyer to meet
     its Product's removal obligations in an efficient and expeditious manner.

5.3  The Seller will be  responsible  for truck  demurrage time in excess of one
     (1) hour and will reimburse the Buyer for such truck  demurrage at the rate
     such cost is incurred,  plus ten (10%) percent administrative penalty. Such
     truck  demurrage time shall not exceed three (3) hours per incident  unless
     greed to in advance by the Seller.

5.4  The Buyer  will  advise  the  Seller  when the Buyer  has  encountered  any
     material  non-performance  of any obligation of the Seller pursuant to this
     Article  5 and the  Seller  will  have a  reasonable  time to cure any such
     non-performance.  The Seller will notify the Buyer within  twenty-four (24)
     hours of receiving  such notice from the Buyer of the  Seller's  remedy for
     the non-performance indicated by the Buyer.

5.5  The Buyer covenants and agrees with the Seller with respect to the delivery
     of Products that the Buyer will:

     (a)  promptly   remove   Products  from  the  Plant  so  as  to  avoid  any
          interruption in the operator's regular plant operations; and

     (b)  pick-up at regular intervals the samples of the Products  collected by
          the Seller pursuant to Section 5.1(g) herein.

5.6  Should the Buyer  fail for any  reason to  promptly  take  delivery  of and
     remove the Products from the Plant,  the Seller may send written  notice to
     the Buyer by personal  delivery or facsimile  to the Buyer's  office of the
     Buyer's  failure  to do so.  If the  Buyer  fails to take  delivery  within
     twenty-four  (24) hours of receipt of such notice,  then the Seller will be
     free to remove and sell such Products to other buyers at its discretion.

5.7  If Product does not meet the standards as set out in Schedule A, the Seller
     may request the Buyer's  assistance in disposing of such Product.  If Buyer
     agrees to dispose of such Product in advance or if subsequent to acceptance
     of  Product  by the Buyer  the  Product  is found not to meet the  required
     standard,  the Buyer  will use its  reasonable  efforts  to dispose of such
     Product in a cost  efficient way at the best  available  market  price.  If
     Buyer is able to sell such Product,  it will evenly divide the net proceeds
     with the Seller (after  accounting for its costs). If the Buyer is not able
     to sell such  Product,  the Seller will re-take the Product at its expense,
     and in any event Buyer will be entitled to setoff its reasonable costs with
     notice to Seller against any other sums owed to Seller.


                                      -4-
<PAGE>
                                    ARTICLE 6
                           TRANSFER OF TITLE AND RISK

6.1  The Seller and the Buyer agree that the title to the Products and all risks
     will  transfer  from the Seller to the Buyer when the Seller has  delivered
     the Products to the Buyer accordance with Section 5.1(a) herein.

                                    ARTICLE 7
                                     WEIGHT

7.1  All Products will be weighed over the Seller's full deck truck scales. Such
     scales will be inspected at regular  intervals,  have the appropriate  seal
     affixed by the appropriate  government regulatory agency and shall be legal
     for trade.  Scale weights shall be  accompanied  by a printed scale ticket.
     The  Seller  agrees to permit the Buyer to re-sell  Products  using  scales
     other  than  the  Seller's,  provided  that  such  scales  conform  to  the
     applicable regulatory requirements.  The Buyer agrees that use of alternate
     scales will only occur on an exception  basis to facilitate a sale and only
     when to the benefit of both parties.

                                    ARTICLE 8
                                MUTUAL INDEMNITY

8.1  Each of the parties hereto will indemnify and hold harmless the other party
     from and against any all liability,  damages,  losses and costs  (including
     legal fees on a solicitor and his own client basis) suffered or incurred by
     such party as a result of any breach of this  Agreement  by the other party
     or as a result of any  negligent  act or  neglect of the other  party,  its
     servants,  employees,  agents, invitees, or licensees,  including liability
     for injury or damage to any person or property.

                                    ARTICLE 9
                                    INSURANCE

9.1  The Buyer  and the  Seller  shall  each  provide  and keep in force for the
     other,  comprehensive  general  liability  insurance in respect of personal
     injury, death or property damage with generally accepted insurance carriers
     as are  customary  for risks of this nature and for a minimum of $5,000,000
     per  occurrence  and each  party will  provide to the other,  proof of such
     insurance  renewal  thereof,  upon request.  The Buyer shall be named as an
     insured third party on the Seller's insurance.

                                   ARTICLE 10
                                   NON-WAIVER

10.1 Any waiver or condoning by one party of any breach of this Agreement by the
     other party shall not operate as a waiver or  condoning  of any  subsequent
     breach of this agreement by the other party.


                                      -5-
<PAGE>
                                   ARTICLE 11
                                   EXCLUSIVITY

11.1 During the term of this  Agreement,  subject to Section 5.6, the Buyer will
     be the exclusive agent for purposes of marketing,  distributing and sale of
     the Products. The Seller will not sell, deliver or otherwise dispose of any
     of the Products to any person, firm, partnership,  syndicate,  corporation,
     or other  entity other than the Buyer or parties  authorized  in writing in
     advance by the Buyer. The Seller will refer all potential Product purchases
     to the  Buyer  and the  Buyer  will  ensure  that it  deals  with  all such
     referrals on a prompt and courteous basis.

11.2 The Seller may retain minor portions of the Product for internal testing or
     other such uses by itself or other affiliated corporations.

                                   ARTICLE 12
                                 CONFIDENTIALITY

12.1 The Seller  acknowledges  that, by reason of the Agreement,  it will become
     privy to  confidential  information  belonging to the Buyer,  including the
     identity  of  the  Buyer's  and  Buyer's  agent's   customers  and  pricing
     information.  The Seller will not, without the prior written consent of the
     Buyer,  disclose  to any third party or use for its own  benefit,  any such
     confidential  information  either  during  the  term  of the  Agreement  or
     thereafter.

12.2 The Buyer  acknowledges  and agrees  with the Seller  that all  information
     connected with the Plant, the Process or the Products is confidential,  and
     the Buyer will use its best efforts to protect the  confidentiality of such
     information  and will not disclose such  information or any part thereof to
     any other person except to its consultants, subcontractors and employees as
     may be  necessary  to carry  out its  rights  and  obligations  under  this
     Agreement,  and  except  as may  be  required  for  the  Buyer's  financial
     reporting,  income tax or regulatory purposes.  The Buyer will require each
     and every one of its employees,  consultants,  or  sub-contractors  who are
     provided  with any  information  in  respect  of the  Products  or  related
     knowledge to sign confidentiality agreements with the Buyer and the Seller,
     such agreements to be in a form acceptable to the Seller.

                                   ARTICLE 13
                                   TERMINATION

13.1 Notwithstanding anything herein contained,  either party may terminate this
     Agreement upon written notice to the other party in the event that:

     (a)  such other party  commits a material  breach of any  provision of this
          Agreement  and  fails to cure that  breach  within  fifteen  (15) days
          following receipt of a notice of such breach by the other party (which
          notice  must  specify in  reasonable  detail  the  breach or  breaches
          complained of);

     (b)  the Seller decide to close the Plant;


                                      -6-
<PAGE>
     (c)  either  party  becomes the subject of any  bankruptcy,  insolvency  or
          similar proceedings; or

     (d)  any legislation,  regulations, policy ruling or decision of a Federal,
          Provincial  State or Municipal  government or of any agency thereof is
          implemented,  repealed  or altered  in such a way as to  significantly
          prevent either party from lawfully exercising its rights or performing
          its obligations hereunder.

                                   ARTICLE 14
                                     GENERAL

14.1 If any term,  covenant or  condition of this  Agreement or the  application
     thereof to any party or circumstance  shall be invalid or  unenforceable to
     any extent,  the remainder of this  agreement or  application of such term,
     covenant or condition to a party of circumstances other than those to which
     it is held invalid or unenforceable  shall not be affected thereby and each
     remaining term,  covenant or condition of this Agreement shall be valid and
     shall be enforceable to the fullest extent permitted by law.

14.2 This Agreement  constitutes the entire agreement between the parties hereto
     relating  to the  subject  matter  hereof  and  supersedes  all  prior  and
     contemporaneous  agreements,  understandings,  negotiations and discussion,
     whether  oral or  written,  of the  parties  and there are not  general  or
     specific  warranties,  representations  or other agreements by or among the
     parties in  connection  with the  entering  into of this  Agreement  or the
     subject matter hereof except as specifically set forth herein.

14.3 The parties hereto and each of them do hereby covenant and agree to do such
     things and execute such further documents, agreements and assurances as may
     be necessary or advisable  from time to time in order to carry out the true
     intent and purposes of this Agreement fully and effectively.

14.4 This Agreement may be altered or amended in any of its provisions  when any
     such  changes are  reduced to writing and signed by the parties  hereto but
     not otherwise.

14.5 Unless  otherwise  indicated  any notice  required  to be given  under this
     Agreement  shall be in writing and addressed to the parties as hereinbefore
     set out and may be delivered or  telecopied.  Any notice given as aforesaid
     shall be deemed to have been received, if delivered,  when delivered or, if
     telecopied on the business day after the date of telecopying.

14.6 Wherever  the  singular,  plural,  masculine,  feminine  or  neuter is used
     throughout  this  Agreement,  the same shall be  construed  as meaning  the
     singular,  plural,  masculine,  feminine,  neuter,  body  politic  or  body
     corporate where the fact or context so requires and the provisions hereof.

14.7 This  Agreement  shall be governed by and construed in accordance  with the
     laws of Ontario and the parties  hereto submit to the  jurisdiction  of the
     Courts in  Ontario.  The  parties  agree that any  litigation  between  the
     parties which arises  pursuant to or in connection  with the Agreement,  or
     any of its provisions, shall be referred to the Courts in Ontario and shall
     not be referred to the Courts of any other jurisdiction.


                                      -7-
<PAGE>
14.8 Time shall be of the essence of this Agreement and of every part hereof.

14.9 This  Agreement  shall  enure to the  benefit  of and be  binding  upon the
     parties hereto and their respective successors and assigns.

14.10If either  party  fails to meet its  obligation  hereunder  within the time
     prescribed and such failure is caused or materially contributed to by force
     majeure (and for the purposes of this  Agreement,  force majeure shall mean
     any  act  of  God,  strike,  lockout,  or  other  industrial  disturbances,
     sabotage,  war,  blockages,  insurrections,  riots,  epidemics,  lightning,
     earthquakes,   floods,  storms,  fires,  washouts,  nuclear  and  radiation
     activity or  fallout,  arrests and  distraints  of rules and people,  civil
     disturbances,  explosion,  breakage or accident  to  machinery  or stoppage
     thereof for necessary  maintenance  or repairs,  inability to obtain labor,
     materials or equipment, any legislative,  administrative or judicial action
     which has been  resisted in good faith by all  reasonable  means,  any act,
     omission,  or event whether of the kind herein  enumerated or otherwise not
     within  the  control  of such  party,  and  which  by the  exercise  of due
     diligence  such party  could not have  prevented,  but lack of funds on the
     part of such  party or parties  shall be deemed not to be a force  majeure)
     such failure shall be deemed not to be a breach of the  obligations of that
     party if the  respective  party  uses its best  efforts  to put itself in a
     position to carry out its obligations hereunder.


                                      -8-
<PAGE>
14.11This  Agreement is  assignable or may be sublet or contracted by the Buyer,
     in whole or part, from time to time, as of right,  upon reasonable  written
     notice  thereof  to  the  Seller  and by  such  assignment,  subletting  or
     subcontract  the Agreement  shall be deemed remade as a novation as between
     the Seller and each such assignee or  subcontractor,  respectively,  as the
     case  may be and  for  the  remaining  term  of the  Agreement  during  the
     operation of such  assignment,  subletting  or  subcontracting,  the Seller
     shall  be  freed  and  relieved  of  all  obligation   hereunder  and  such
     obligations  shall be borne solely by the assignee or  subcontractor.  This
     Agreement  is  not   assignable  by  the  Seller,   nor  capable  of  being
     subcontracted or otherwise delegated in any manner by the Seller.

WITNESS  WHEREOF  the parties hereto have hereunto executed this Agreement as of
the  day  and  year  first  above  written.

PLANET  EARTH  OPERATING  SERVICES  INC.

                                        By:  /S/  Perry  Smith
                                             -----------------------------



                                        HAMILTON  BIO  CONVERSION  INC.

                                        By:  /S/  Edwin  Kroeker
                                             -------------------------


                                      -9-
<PAGE>
                                  APPENDIX "A"

PRODUCT  SPECIFICATIONS

Animal  Feed
------------

The  Product,  Thermophilic Dehydrated Food Waste, shall consist of a mixture of
food waste products that have been separated from non-edible packaging material,
and is further processed by heat treatment and dehydration.  The material may be
obtained from food processing and food servicing establishments other than those
at  international  ports  of  entry.  It may contain grains, millfeed or oilseed
meal  as  a carrier.  The waste product shall be picked up daily or sufficiently
often  that  no  decomposition  is  evident.  If  an antioxidant(s) is used, the
common  name or names shall be indicated on the label.  It shall be labelled for
guarantees  for  minimum  crude  protein, minimum crude fat, minimum and maximum
calcium  and  minimum  and maximum phosphorus, maximum salt, maximum crude fibre
and  maximum  moisture  and  minimum  antioxidant,  if  added.

In  addition  to  meeting  the  above  definition, registration entails that the
following  conditions  are  met:

1.   The  following  lists of  ingredients  only are  approved  within the above
     definition.  Any  additions  to this list must be approved by the office of
     Food  Inspection  Directorate,  Plant  Products  Division  prior  to  their
     addition into the Product, Thermophilic Dehydrated Food Waste.

          Restaurant and Kitchen By-Products

               -    Pre-Consumer

               -    Post-Consumer

          Processed Food and Beverage Products

               -    To include bakery wastes and manufactured goods

               -    Outdated products

               -    Off-spec products

               -    Improperly packaged products

               -    Unused portions


                                      -10-
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          Edible Grains, Legumes, Pulses

               -    Flours from these sources

               -    Hulls and fines

               -    Dough

               -    Pasta products fresh and dry

               -    Distillers and brewers grain fermentation by-products

               -    Cereal by-products

               -    Edible vegetable oils and fats

          Fruit and Vegetable Material

               -    To include juices and pomace

               -    Outdated retail or wholesale stocks

          Mean and Meat Products*

               -    To  include  meat  trim,  meat  processing  wastes,  poultry
                    by-products, sausages and other processed meats

          *Meat processing  products may not include the product obtained by the
          flocculation of the processing waste and water stream.

          Dairy Products

               -    Outdated ice cream

               -    Outdated cheese products

               -    outdated milk, cream and yogurt

               -    Cheese whey

               -    Improperly packaged products

          Pet Food

               -    Outdated or off-spec

2.   Antioxidants  such as  ethoxyquin  may be added in an amount  not to exceed
     0.015% of the total diet of the animal. This can be calculated based on the
     inclusion  rate of your  product.  A label  statement  must  indicate if an
     antioxidant is added in the future.

3.   If modifications to the described  process are made, the Buyer and the Food
     Inspection   Directorate,   Plant  Products   Division  shall  be  notified
     immediately.


                                      -11-
<PAGE>
4.   If  changes  to the  reported  quality  control  procedures  used to assure
     uniformity of the mix and the lack of  contamination  of subsequent lots of
     feed are made, the Buyer and the Food Inspection Directorate, Plant Product
     Division shall be notified immediately.

5.   The feed is approved only for use in swine and broiler rations at a rate of
     up to ten (10%)  percent of the ration.  (This feed is not approved for use
     in ruminant rations in Canada.)

Specific  Product specifications for Thermophilic Dehydrated Food Waste shall be
as  follows:

                    Moisture, maximum                                12.0%
                    Crude Protein, minimum                           18.0%
                    Crude Fiber, maximum                             30.0%
                    Fat, minimum                                     12.0%
                    Calcium, minimum                                  1.0%
                    Calcium, maximum                                  1.5%
                    Phosphorous, minimum                              0.2%
                    Phosphorous, maximum                              0.6%
                    Salt, maximum                                     0.6%
                    Expiry Date             60 days from manufacture date


The  parties  hereby  agree  to  the  foregoing  appendix.

     PLANET  EARTH  OPERATING  SERVICES  INC.

     By:  /S/  Perry  Smith



     HAMILTON  BIO  CONVERSION  INC.



     By:  /S/  Edwin  Kroeker


                                      -12-
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